KAP

TÜRKİYE ŞİŞE VE CAM FABRİKALARI A.Ş.

SISE

1.1. Facilitating the Exercise of Shareholders Rights
The number of investor meetings (conference, seminar/etc.) organised by the company during the year	Throughout 2024, through 10 conferences organized by intermediary institutions and 1 Roadshow organized within the scope of Eurobond issuance, meetings were held with 247 investors/analysts from 211 asset management companies, 89% of which were foreign and 22% of which focused on equities. In addition, individual teleconference calls and physical meetings were held with 228 analysts and investors. Taking into account the webcasts organized following the publication of 2023 financial results and 2024 half-year financial results, the number of stakeholders reached since the beginning of the year was 654.

1.2. Right to Obtain and Examine Information
The number of special audit request(s)	-
The number of special audit requests that were accepted at the General Shareholders' Meeting	-

1.3. General Assembly
Link to the PDP announcement that demonstrates the information requested by Principle 1.3.1. (a-d)	https://www.kap.org.tr/en/Bildirim/1254659
Whether the company provides materials for the General Shareholders' Meeting in English and Turkish at the same time	Yes
The links to the PDP announcements associated with the transactions that are not approved by the majority of independent directors or by unanimous votes of present board members in the context of Principle 1.3.9	There is no such transaction.
The links to the PDP announcements associated with related party transactions in the context of Article 9 of the Communique on Corporate Governance (II-17.1)	There is no such transaction.
The links to the PDP announcements associated with common and continuous transactions in the context of Article 10 of the Communique on Corporate Governance (II-17.1)	https://www.kap.org.tr/en/Bildirim/1251691
The name of the section on the corporate website that demonstrates the donation policy of the company	About us / Policies / Donation Policy
The relevant link to the PDP with minute of the General Shareholders' Meeting where the donation policy has been approved	https://www.kap.org.tr/tr/Bildirim/350694
The number of the provisions of the articles of association that discuss the participation of stakeholders to the General Shareholders' Meeting	15
Identified stakeholder groups that participated in the General Shareholders' Meeting, if any	The General Assembly was open to the public, including stakeholders and the media, without the right to speak.

1.4. Voting Rights
Whether the shares of the company have differential voting rights	Hayır (No)
In case that there are voting privileges, indicate the owner and percentage of the voting majority of shares.	-
The percentage of ownership of the largest shareholder	%52,04

1.5. Minority Rights
Whether the scope of minority rights enlarged (in terms of content or the ratio) in the articles of the association	Hayır (No)
If yes, specify the relevant provision of the articles of association.	-

1.6. Dividend Right
The name of the section on the corporate website that describes the dividend distribution policy	About us / Policies / Dividend Policy
Minutes of the relevant agenda item in case the board of directors proposed to the general assembly not to distribute dividends, the reason for such proposal and information as to use of the dividend.	Dividends have been distributed.
PDP link to the related general shareholder meeting minutesin case the board of directors proposed to the general assembly not to distribute dividends	-

General Assembly Meetings

General Meeting Date	The number of information requests received by the company regarding the clarification of the agenda of the General Shareholders' Meeting	Shareholder participation rate to the General Shareholders' Meeting	Percentage of shares directly present at the GSM	Percentage of shares represented by proxy	Specify the name of the page of the corporate website that contains the General Shareholders' Meeting minutes, and also indicates for each resolution the voting levels for or against	Specify the name of the page of the corporate website that contains all questions asked in the general assembly meeting and all responses to them	The number of the relevant item or paragraph of General Shareholders' Meeting minutes in relation to related party transactions	The number of declarations by insiders received by the board of directors	The link to the related PDP general shareholder meeting notification
26/03/2024	0	%65,36	%0,01	%65,37	Investor Relations / Corporate Overview and Governance / General Assembly Announcements and Documents	Investor Relations / Corporate Overview and Governance / General Assembly Announcements and Documents	-	629	https://www.kap.org.tr/en/Bildirim/1262842

2.1. Corporate Website
Specify the name of the sections of the website providing the information requested by the Principle 2.1.1.	Investor Relations
If applicable, specify the name of the sections of the website providing the list of shareholders (ultimate beneficiaries) who directly or indirectly own more than 5% of the shares.	There is no natural person shareholder who owns more than 5% of the shares. The shareholder structure is available at www.sisecam.com.tr / Investor Relations / Corporate Overview and Governance / Shareholder Structure
List of languages for which the website is available	Turkish, English, Bosnian, Bulgarian, German, Hungarian, Italian, Romanian, Russian and Slovak

2.2. Annual Report
The page numbers and/or name of the sections in the Annual Report that demonstrate the information requested by principle 2.2.2.
a) The page numbers and/or name of the sections in the Annual Report that demonstrate the information on the duties of the members of the board of directors and executives conducted out of the company and declarations on independence of board members	Specified in the Additional Information about Corporate Governance section in the Annual Report.
b) The page numbers and/or name of the sections in the Annual Report that demonstrate the information on committees formed within the board structure	Specified in the Additional Information about Corporate Governance section in the Annual report.
c) The page numbers and/or name of the sections in the Annual Report that demonstrate the information on the number of board meetings in a year and the attendance of the members to these meetings	Specified in the Additional Information about Corporate Governance section in the Annual report.
ç) The page numbers and/or name of the sections in the Annual Report that demonstrate the information on amendments in the legislation which may significantly affect the activities of the corporation	Note 2 of the financial statements
d) The page numbers and/or name of the sections in the Annual Report that demonstrate the information on significant lawsuits filed against the corporation and the possible results thereof	Explained in the note 23. Insurances, Contingent Assets and Liabilities in financial report.
e) The page numbers and/or name of the sections in the Annual Report that demonstrate the information on the conflicts of interest of the corporation among the institutions that it purchases services on matters such as investment consulting and rating and the measures taken by the corporation in order to avoid from these conflicts of interest	Specified in the Additional Information about Corporate Governance section in the Annual report.
f) The page numbers and/or name of the sections in the Annual Report that demonstrate the information on the cross ownership subsidiaries that the direct contribution to the capital exceeds 5%	Specified in the Additional Information about Corporate Governance section in the Annual report.
g) The page numbers and/or name of the sections in the Annual Report that demonstrate the information on social rights and professional training of the employees and activities of corporate social responsibility in respect of the corporate activities that arises social and environmental results	Specified in the Corporate Social Responsibility section in the Annual report.

3.1. Corporation's Policy on Stakeholders
The name of the section on the corporate website that demonstrates the employee remedy or severance policy	About us / Policies / Compensation Policy
The number of definitive convictions the company was subject to in relation to breach of employee rights	93
The position of the person responsible for the alert mechanism (i.e. whistleblowing mechanism)	Şişecam's ethics and whistleblowing hotline, Ethics Hotline, is monitored by an independent service provider working on the whistleblowing hotline, and incoming reports are evaluated by the Ethics Committee. The Chairperson of the Ethics Committee (the Board Member who chairs the Ethics Committee) is responsible for ensuring that reports of violations of the Code of Conduct are evaluated.
The contact detail of the company alert mechanism	The following website, which can be accessed from the Ethics Hotline tab on Şişecam's corporate website, is available for online or telephone reporting. https://ethicshotline.sisecam.com

3.2. Supporting the Participation of the Stakeholders in the Corporation's Management
Name of the section on the corporate website that demonstrates the internal regulation addressing the participation of employees on management bodies	There is no public link to the relevant internal regulation.
Corporate bodies where employees are actually represented	Throughout the Group, approaches have been structured to ensure the participation of Şişecam employees at all levels in management. For this purpose, it is essential to keep feedback channels that establish an effective dialogue with employees open and to support the use of these channels. Practices such as `Ethics Hotline?, `NAR Suggestion System?, wish, complaint and suggestion boxes in facilities and `Write to the CEO are kept open to all employees. In addition, OHS committees and union representation practices, as well as regular `CEO Talks? and `CEO Gatherings? organised on a functional basis, enable our colleagues to share their questions and suggestions directly with the management. Furthermore, in order to ensure social compliance, we support the use of grievance mechanisms provided to member companies by international organisations of which we are a member. The effectiveness of all these approaches is regularly measured through the Employee Engagement Survey conducted on a global scale, and the results obtained are shared with the management teams to form input for unit and function action plans and the human management processes and policies of the organisation.

3.3. Human Resources Policy
The role of the board on developing and ensuring that the company has a succession plan for the key management positions	Şişecam manages succession planning for key positions under the supervision of the Board of Directors.
The name of the section on the corporate website that demonstrates the human resource policy covering equal opportunities and hiring principles. Also provide a summary of relevant parts of the human resource policy.	About us / Policies / Human Resources Policy
Whether the company provides an employee stock ownership programme	Pay edindirme planı bulunmuyor (There isn't an employee stock ownership programme)
The name of the section on the corporate website that demonstrates the human resource policy covering discrimination and mistreatments and the measures to prevent them. Also provide a summary of relevant parts of the human resource policy.	About us / Policies / Human Rights Policy and Anti-Retaliation Policy
The number of definitive convictions the company is subject to in relation to health and safety measures	10

3.5. Ethical Rules and Social Responsibility
The name of the section on the corporate website that demonstrates the code of ethics	About us / Policies / Code of Conduct
The name of the section on the company website that demonstrates the corporate social responsibility report. If such a report does not exist, provide the information about any measures taken on environmental, social and corporate governance issues.	About Us / Corporate Social Responsibility
Any measures combating any kind of corruption including embezzlement and bribery	About us / Policies / Anti-Bribery and Anti-Corruption Policy

4.2. Activity of the Board of Directors
Date of the last board evaluation conducted	23 January 2025
Whether the board evaluation was externally facilitated	Hayır (No)
Whether all board members released from their duties at the GSM	Evet (Yes)
Name(s) of the board member(s) with specific delegated duties and authorities, and descriptions of such duties	As Chairman of the Board of Directors Adnan Bali and as the Vice Chairman of the Board of Directors Hasan Cahit Çınar
Number of reports presented by internal auditors to the audit committee or any relevant committee to the board	25 reports
Specify the name of the section or page number of the annual report that provides the summary of the review of the effectiveness of internal controls	Specified in Risk Management and Internal Audit section in the annual report.
Name of the Chairman	Adnan Bali
Name of the CEO	Mustafa Görkem Elverici
If the CEO and Chair functions are combined: provide the link to the relevant PDP annoucement providing the rationale for such combined roles	-
Link to the PDP notification stating that any damage that may be caused by the members of the board of directors during the discharge of their duties is insured for an amount exceeding 25% of the company's capital	-
The name of the section on the corporate website that demonstrates current diversity policy targeting women directors	About us / Policies / Board of Directors Diversity Policy
The number and ratio of female directors within the Board of Directors	4 directors, the rate is 44%.

Board Members

Name-Surname	Gender	Title	Profession	The First Election Date To Board	Whether Executive Director or Not	Positions Held in the Company in the Last 5 Years	Current Positions Held Outside the Company	Whether the Director has at Least 5 Years’ Experience on Audit, Accounting and/or Finance or not	Share in Capital (%)	The Share Group that the Board Member Representing	Independent Board Member or not	Link To PDP Notification That Includes The Independency Declaration	Whether the Independent Director Considered By The Nomination Committee	Whether She/He is the Director Who Ceased to Satisfy The Independence or Not	Committees Charged and Task
ADNAN BALİ	Male	Chairman of the Board	Banker	01/07/2024	Non-Executive	Yönetim Kurulu Başkanı	Chairman of the Board of Directors of Türkiye İş Bankası, Türkiye Sınai Kalkınma Bankası A.Ş. , Türkiye İş Bankası A.Ş. Mensupları Munzam Sosyal Güvenlik ve Yardımlaşma Sandığı Vakfı	Yes	0	Yoktur	Dependent Member				Sosyal Sorumluluk Komitesi, Topluluk Performans Yönetimi Komitesi, Sürdürülebilirlik Komitesi Başkanı
HASAN CAHİT ÇINAR	Male	Deputy Chairman of the Board	Banker	27/09/2021	Non-Executive	-	Charman of the Board of Directors of İş Enerji Yatırımları A.Ş., Maxi Digital GmbH, Is Energy Investments B.V., Mimas Solarpark KFT ; Deputy Chairman of the Board Directors of Polat Enerji Yatırımları A.Ş.; General Manager and Board Member of Trakya Yatırım Holding A.Ş.; Board Member of Türkiye İş Bankası Yüzüncü Yıl Vakfı	Yes	0	None	Dependent Member				Topluluk Performans Yönetimi Komitesi Üyesi
CAN YÜCEL	Male	Member of the Board	Banker	03/01/2022	Non-Executive	None	Türkiye İş Bankası A.Ş. Genel Müdür Yardımcısı, JSC İşbank ve İş Gayrimenkul Yatırım Ortaklığı A.Ş. Yönetim Kurulu Başkanı	Yes	0	Yoktur	Dependent Member				Riskin Erken Saptanması Komitesi, Sosyal Sorumluluk Komitesi Üyesi
GÜL AYŞEM SARGIN				30/03/2021		none.	Boeing Türkiye ve Orta Asya Genel Müdürü, Amerikan Şirketler Derneği (AmCham Turkey/ABFT) Yönetim Kurulu Üyesi		0	none.		https://www.kap.org.tr/tr/Bildirim/1254659			Denetimden Sorumlu Komite, Riskin Erken Saptanması Komitesi, Kurumsal Yönetim Komitesi ve Etik Kurul Başkanı
MURAT DOĞAN	Male	Member of the Board	Engineer	26/03/2024	Non-Executive	-	Türkiye İş Bankası A.Ş. İştirakler Bölüm Müdürü; Batı Karadeniz Elektrik Dağıtım Ve Ticaret A.Ş. ile Casaba Yönetim İşletim İmalat İthalat İhracat Pazarlama Sağlık Temizlik Güvenlik Ulaşım Tic.ve San. A.Ş Yönetim Kurulu Başkanı; Kasaba Gayrimenkul İnşaat Taahhüt ve Ticaret A.Ş. Yönetim Kurulu Başkan Vekili; Türkiye Sınai Kalkınma Bankası A.Ş., İş Gayrimenkul Yatırım Ortaklığı A.Ş., Trakya Yatırım Holding A.Ş., İş Enerji Yatırımları A.Ş., İşbank AG ve T. İş Bankası Banka Ve Ticaret Hukuku Araştırma Enstitüsü Yönetim Kurulu Üyesi	No	0	yoktur	Dependent Member				Riskin Erken Saptanması Komitesi ve Topluluk Performans Yönetimi Komitesi Üyesi
SAİME GONCA ARTUNKAL	Female	Member of the Board	Banker	26/03/2024	Non-Executive	-	Sabancı Üniversitesi Mütevelli Heyeti Üyesi, Robert Koleji Mütevelli Heyeti Üyesi, FODER Danışma Kurulu Üyesi ve 65+ Yaşlı Hakları Derneği?nin kurucu üyesi	Yes	0	Yoktur	Independent Member	https://www.kap.org.tr/tr/Bildirim/1254659	Considered	No	Denetimden Sorumlu Komite, Sürdürülebilirlik Komitesi ve Kurumsal Yönetim Komitesi Üyesi
GÜL OKUTAN NİLSSON	Female	Member of the Board	Academician	26/03/2024	Non-Executive	-	İstanbul Bilgi Üniversitesi Hukuk Fakültesi Ticaret Hukuku Anabilim Dalı Öğretim Üyesi ve Fikri Mülkiyet Hukuku Uygulama ve Araştırma Merkezi Müdürü	No	0	yoktur	Dependent Member				Riskin Erken Saptanması Komitesi Üyesi
EBRU ÖZŞUCA	Female	Member of the Board	Banker	19/07/2024	Non-Executive	-	Türkiye İş Bankası A.Ş. Genel Müdür Yardımcısı, İş Yatırım Menkul Değerler A.Ş., Türkiye İş Bankası A.Ş. Mensupları Emekli Sandığı Vakfı A.Ş. ve Milli Reasürans T.A.Ş. Yönetim Kurulu Başkanı	Yes	0	yoktur	Dependent Member				Sürdürülebilirlik Komitesi, Sosyal Sorumluluk Komitesi ve Kurumsal Yönetim Komitesi Üyesi
MUSTAFA GÖRKEM ELVERİCİ	Male	Member of the Board	Engineer		Executive	CEO, CFO, Chairperson of Board of Directors in Şişecam Otomotiv A.Ş., Paşabahçe Mağazaları A.Ş., Trakya Glass Bulgaria EAD, Şişecam Automotive Bulgaria EAD, Trakya Investment B.V., TRSG Glass Holding B.V., Sisecam Automotive Romania S.A., Sisecam Automotive Hungary KFT, Ruscam Glass Packaging Holding OOO, Ruscam Management Company OOO, Şişecam Investment BV, SC Glass Trading BV, Şişecam Glasspacking Hungary KFT, Şişecam USA PLC., Pacific Soda LLC, Sisecam Chemicals Resources LLC, Sisecam Chemicals Wyoming LLC, Sisecam Wyoming LLC, Member of Board of Director in Sisecam UK PLC	-	Yes	-	Yoktur	Dependent Member

4.4. Meeting Procedures of the Board of Directors
Number of physical or electronic board meetings in the reporting period	12
Director average attendance rate at board meetings	%95
Whether the board uses an electronic portal to support its work or not	Evet (Yes)
Number of minimum days ahead of the board meeting to provide information to directors, as per the board charter	Minimum 5 days
The name of the section on the corporate website that demonstrates information about the board charter	Specified under title of Section at www.sisecam.com / Investor Relations / Corporate Overview and Governance / in the Article 10 of the Articles of Association. There is an internal regulation on the subject (Şişecam Group Corporate Governance Regulation), it is not a public document.
Number of maximum external commitments for board members as per the policy covering the number of external duties held by directors	Although the upper limit is not defined, candidacy may or may not be accepted by considering the duties of the candidate outside the Company in the election of members. The Corporate Governance Committee makes an assessment on this matter and presents it to the Board of Directors.

4.5. Board Committees
Page numbers or section names of the annual report where information about the board committees are presented	Specified in the Additional Information About Corporate Governance section in the Annual Report.
Link(s) to the PDP announcement(s) with the board committee charters	Although there is no PDP disclosure link where the written working principles are announced to the public, The Commitees and Working Principles can be found on the website at under Investor Relations / Corporate Overview and Governance.

Composition of Board Committees-I

Names Of The Board Committees	Name Of Committees Defined As "Other" In The First Column	Name-Surname of Committee Members	Whether Committee Chair Or Not	Whether Board Member Or Not
Kurumsal Yönetim Komitesi (Corporate Governance Committee)	-	Gül Ayşem Sargın	Evet (Yes)	Yönetim kurulu üyesi (Board member)
Kurumsal Yönetim Komitesi (Corporate Governance Committee)	-	Saime Gonca Artunkal	Hayır (No)	Yönetim kurulu üyesi (Board member)
Kurumsal Yönetim Komitesi (Corporate Governance Committee)	-	Ebru Özşuca	Hayır (No)	Yönetim kurulu üyesi (Board member)
Kurumsal Yönetim Komitesi (Corporate Governance Committee)	-	Hande Özbörçek	Hayır (No)	Yönetim kurulu üyesi değil (Not board member)
Denetim Komitesi (Audit Committee)	-	Gül Ayşem Sargın	Evet (Yes)	Yönetim kurulu üyesi (Board member)
Denetim Komitesi (Audit Committee)	-	Gül Okutan Nilsson	Hayır (No)	Yönetim kurulu üyesi (Board member)
Denetim Komitesi (Audit Committee)	-	Saime Gonca Artunkal	Hayır (No)	Yönetim kurulu üyesi (Board member)
Riskin Erken Saptanması Komitesi (Committee of Early Detection of Risk)	-	Gül Ayşem Sargın	Evet (Yes)	Yönetim kurulu üyesi (Board member)
Riskin Erken Saptanması Komitesi (Committee of Early Detection of Risk)	-	Can Yücel	Hayır (No)	Yönetim kurulu üyesi (Board member)
Riskin Erken Saptanması Komitesi (Committee of Early Detection of Risk)	-	Murat Doğan	Hayır (No)	Yönetim kurulu üyesi (Board member)
Riskin Erken Saptanması Komitesi (Committee of Early Detection of Risk)	-	Gül Okutan Nilsson	Hayır (No)	Yönetim kurulu üyesi (Board member)
Diğer (Other)	Group Performance Management Committee	Adnan Bali	Evet (Yes)	Yönetim kurulu üyesi (Board member)
Diğer (Other)	Group Performance Management Committee	Hasan Cahit Çınar	Hayır (No)	Yönetim kurulu üyesi (Board member)
Diğer (Other)	Group Performance Management Committee	Murat Doğan	Hayır (No)	Yönetim kurulu üyesi (Board member)
Diğer (Other)	Sustainability Committee	Adnan Bali	Evet (Yes)	Yönetim kurulu üyesi (Board member)
Diğer (Other)	Sustainability Committee	Saime Gonca Artunkal	Hayır (No)	Yönetim kurulu üyesi (Board member)
Diğer (Other)	Sustainability Committee	Ebru Özşuca	Hayır (No)	Yönetim kurulu üyesi (Board member)
Diğer (Other)	Social Responsibility Committee	Adnan Bali	Evet (Yes)	Yönetim kurulu üyesi (Board member)
Diğer (Other)	Social Responsibility Committee	Ebru Özşuca	Hayır (No)	Yönetim kurulu üyesi (Board member)
Diğer (Other)	Social Responsibility Committee	Can Yücel	Hayır (No)	Yönetim kurulu üyesi (Board member)

4.5. Board Committees-II
Specify where the activities of the audit committee are presented in your annual report or website (Page number or section name in the annual report/website)	Specified in the Additional Information About Corporate Governance section in the Annual Report.
Specify where the activities of the corporate governance committee are presented in your annual report or website (Page number or section name in the annual report/website)	Specified in the Additional Information About Corporate Governance section in the Annual Report.
Specify where the activities of the nomination committee are presented in your annual report or website (Page number or section name in the annual report/website)	Specified in the Additional Information About Corporate Governance section in the Annual Report.
Specify where the activities of the early detection of risk committee are presented in your annual report or website (Page number or section name in the annual report/website)	Specified in the Additional Information About Corporate Governance section in the Annual Report.
Specify where the activities of the remuneration committee are presented in your annual report or website (Page number or section name in the annual report/website)	Specified in the Additional Information About Corporate Governance section in the Annual Report.

4.6. Financial Rights
Specify where the operational and financial targets and their achievement are presented in your annual report (Page number or section name in the annual report)	Specified in the Chairman and CEO messages in the Annual Report.
Specify the section of website where remuneration policy for executive and non-executive directors are presented.	About us / Policies / Wages Policy for the Board of Directors and the Senior Executives
Specify where the individual remuneration for board members and senior executives are presented in your annual report (Page number or section name in the annual report)	It is disclosed in Note 38 Related Party Disclosures of the financial statements.

Composition of Board Committees-II

Names Of The Board Committees	Name Of Committees Defined As "Other" In The First Column	The Percentage Of Non-executive Directors	The Percentage Of Independent Directors In The Committee	The Number Of Meetings Held In Person	The Number Of Reports On Its Activities Submitted To The Board
Kurumsal Yönetim Komitesi (Corporate Governance Committee)	-	66%	33%	6	4
Denetim Komitesi (Audit Committee)	-	100%	100%	28	4
Riskin Erken Saptanması Komitesi (Committee of Early Detection of Risk)	-	100%	33%	12	8
Diğer (Other)	Group Performance Management Committee	100%	0%	4	4
Diğer (Other)	Sustainability Committee	100%	33%	4	4
Diğer (Other)	Social Responsibility Committee	100%	33%	5	4